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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
November 13, 1996
AQUASEARCH, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado
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(State or Other Jurisdiction of Incorporation)
33-23460-LA 33-003435
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(Commission File No.) (IRS Employer Identification Number)
73-4460 Queen Ka'ahumanu Highway
Suite 110
Kailua-Kona, Hawaii 96740
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(Address of Principal Executive Offices)
(808) 326-9301
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On November 13, 1996, Aquasearch, Inc. (the "Registrant") issued the press
release which is attached to this Form 8-K as Exhibit 1.1.
[SIGNATURE PAGE FOLLOWS]
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 13, 1996
AQUASEARCH, INC.
By: /s/ Mark E. Huntley
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Mark E. Huntley, Ph.D.
President and Chief Executive Officer
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EXHIBIT 1.1
NEWS RELEASE
Contact: George Ulrich at Aquasearch Kathleen Oshiro at C. Brewer
Tel: (808) 326-9301 Tel: (808) 544-6248
FAX: (808) 326-9401 FAX: (808) 544-6182
http//www.aquasearch.com
For immediate release
HAWAII'S OLDEST COMPANY ANNOUNCES
JOINT VENTURE WITH AQUASEARCH,
MARINE BIOSCIENCE LEADER ON THE BIG ISLAND
Honolulu, Hawaii (November 13,1996) - C. Brewer and Company, Limited, a
privately-held $230 million diversified agribusiness concern that commenced
operations in Hawaii in 1826, and Aquasearch, Inc., a publicly traded marine
bioscience manufacturer of microalgae that commenced operations in Hawaii in
1995, today signed a Letter of Intent which could improve the diversity of the
Hawaii economy and benefit both companies.
This agreement between Hawaii's oldest company (C. Brewer) and one of
Hawaii's youngest high technology companies (Aquasearch), could not only
accelerate the growth of Aquasearch's microalgae products but also create new
jobs in the Ka'u region of the Big Island.
Under the proposed agreement, Aquasearch will acquire between 80 and 90
acres of property valued at between $900,000 and one million dollars in exchange
for C. Brewer's acquisition of approximately 6% of the outstanding Common Stock
of Aquasearch. The land is located in the Ka'u region on the Big Island of
Hawaii and will be used to expand commercial production of microalgae. In
connection with the transaction, C. Brewer also acquired a three-year warrant to
purchase up to 500,000 shares of Aquasearch Common Stock at an exercise price of
$1.25 per share.
"Our company has remained a dominant force in the economy of Hawaii for 170
years because we have maintained a vision of the future," said J.W.A. Buyers,
Chairman and Chief Executive Officer of C. Brewer. "Our business has depended
for more than a century on plants grown on the land. The next century will see
tremendous growth in markets for microalgae - plants grown in the water. This
is the newest wave of diversified agribusiness, and we want to ride it."
"We're extremely impressed with Aquasearch," said Buyers. "They bring the
high technology expertise and credibility needed to grow this new industry. We
are proud to share our resources with them. This agreement is good for the Big
Island, good for Hawaii, and good for the nation."
"The partnership with C. Brewer fits perfectly into our strategic plan,"
said Mark E. Huntley, Ph.D., Chairman and CEO of Aquasearch. "Our expanding
facility at the Hawaii Ocean Science and Technology park in Kailua-Kona will
continue to be the core of our research and development activities. But we
think it is important to develop larger production facilities in Ka'u that not
only are ideal for us, but can contribute to this community which is in dire
need of job growth."
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David G. Watumull, Jr., Senior Vice President at First Honolulu Securities,
Inc., introduced Aquasearch and C. Brewer to one another. "The marine
bioscience industry is growing rapidly throughout the world," he said. "Hawaii
is ideally suited to become the center of this new industry. C. Brewer's
extensive resources, experience and vision combined with the strong technical
expertise and entrepreneurial drive of Aquasearch is a giant step forward for
this industry and for the State of Hawaii and the economy of the Big Island."
C. Brewer which has been a champion of diversified agriculture is one of
Hawaii's largest land owners and recently announced its plans to move the
Company headquarters to the Big Island.
Huntley said that development of the site in Ka'u is slated to begin within
the next 12-15 months. It is expected to require about 40 employees initially,
and has the potential to triple over the next five years.
Aquasearch develops and commercializes high value natural products from
microalgae using its proprietary technology known as the "Aquasearch Growth
Module." Microalgae are a diverse group of approximately 30,000 species of
microscopic plants that produce many different and unusual proteins, fats,
sugars, amino acids, vitamins, enzymes, pigments and other bioactive compounds.
These products have existing and potential commercial applications in such
fields as medical diagnostic products, pharmaceuticals, animal and human
nutrition, food colorings, cosmetics, research grade chemicals, pigments and
dyes. Aquasearch built its first research and development and production
facility at the Natural Energy Laboratory of Hawaii Authority at Keahole Point
on the Big Island of Hawaii in 1995.
C. Brewer and Company, Limited, is a privately held diversified
agribusiness, specialty foods company, and land developer with headquarters in
Honolulu, Hawaii. It is the world's leading producer of macadamia nuts (Mauna
Loa-Registered Trademark-) and guava (KAI-Registered Trademark-, Mauna
La'i-Registered Trademark-, and Hawaiian Pride-Registered Trademark-). In
addition, the Company specializes in the distribution of Kona Coffee (Royal
Kona-Registered Trademark-) as well as the processing, marketing and
distribution of Hawaiian fruit jams, jellies and syrups (Kukui-Registered
Trademark-). C. Brewer also distributes products and services for the
agricultural, industrial, environmental and construction industries.
Aquasearch is traded on the Nasdaq Electronic Bulletin Board under the
symbol "AQSE.bb." "SAFE-HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995 - This press release contains forward-looking
information within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Except for historical
information, the matters discussed in this press release are subject to certain
risks and uncertainties that could cause the actual results to differ from those
discussed. Aquasearch assumes no responsibility to update the information
included in this press release.
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